Changes
by Green Gallant
Summary: AU. Freddie leaves Seattle when his mother is diagnosed with terminal cancer and is forced to move. After her death he attends college in Boston and returns home after three years. He never said good bye so what happens when he shows up at Carly's door?


_Author's Note: Okay this is a story I've been meaning to do for a while. Turned out a little different than I thought it would five hours earlier. Anyway this may end up being my last brand new fic of 2011 depending on if I produce any other new stories. Its been a tradition of mine for the past couple years to put a little extra effort into the last new story I type when the year is almost over. And I think this may be one of those stories. Hope you guys like it. _

__**Changes**

It was a cruel irony that Freddie's mom would be diagnosed with breast cancer at the age of years of obsessively looking after Freddie's well being, she had neglected her own health when a routine doctor visit diagnosed her with stage two breast cancer. It was something that hit both of them rather hard. But none more so than Marissa, her own mother was felled by the disease some 20 years earlier, and now Marissa had to come to terms with her own mortality.

They would have to move to Denver, Co. 500 miles away to receive the care she needed when the tumor within her breast metastasized. By now it had spread to her internal organs including her heart making it a stage three diagnosis. Freddie basically had to live at the hospital with her due to fears of losing her. There was a hotel near by but he rarely came home. His grades began to suffer and didn't really socialize with any of the new students. Most of them already knew his story; word traveled fast at his school and garnered a lot of sympathy from students and faculty who would constantly send his mom flowers. Because of his failing grades and outlook he was required by his teacher to see the guidance counselor who also doubled as the school psychiatrist to help him through it. And help him come to terms with the possible death of his mother. Freddie naturally didn't take too well to this. Put up a strong front and did his best to convince her he was all right even though he wasn't. One didn't need a PhD to know what he was going through. Until the counselor revealed that she lost her own mother to cancer a notion Freddie hadn't anticipated but suddenly found he could relate to her and reluctantly began to open up more to her.

Eventually Freddie's mother did die six months later, and Freddie underwent grief counseling. With no other family near by and his birth father virtually unknown to him. Freddie would have been a ward of the state of Colorado. Eventually Freddie moved in with his Aunt Jenny who lived in Boston for the time and was where he'd remain for the next few years. Freddie kept in touch with Sam and Carly as best he could on line, iCarly went on hiatus for a time after his departure and fans would send him their condolences. Though for him the memories of his hometown would prove to be too painful and distanced himself from his friends. And a new cameraman/tech producer that he never met would ultimately succeed him. He stopped watching the show and tried to forget his life in Seattle.

The webshow itself never recovered fully despite their best efforts and viewership would decline overtime. A year and a half after his departure, it became obvious to everyone they were trying too hard leaving Carly to cancel the webshow after five years on air. And the show died a quiet and somber death. Meanwhile Freddie would begin to study law at Boston College earning his bachelor's degree there. And would finally return to Seattle at the age of 21 to see how things were going.

It had been three years since his mother died and he left Seattle. And to be honest he'd been looking forward to it for a while now. With his issues regarding his mother's death behind him he was eager to reestablish his friendship with Carly and Sam. The first place he turned to once he was back in the city was his and Carly's old within the Bushwell Plaza Hotel. Getting off on his floor he walked up to where their doors lie. Giving a brief glance back at the door of his old apartment he straightened his clothes and sighed before knocking on the door. The door opened revealing Spencer in a red t-shirt and pajama pants, having grown his hair out again.

"Freddie?" he said surprised.

"Hey Spencer." He answered softly waving at him.

"_Fred-O!" _ Spencer yelled wrapping him up in his arms, to Freddie's surprise and started throwing him around within his apartment overjoyed to see the young man.

"Oh man I thought I'd never see you again! What are you doing here?" Spencer yelled while tossing him around in the most epic man hug ever seen.

"Hey! Spencer! Come on! Put. Me. Down!" Freddie yelled being thrown around like a ragdoll by the older male.

"Oh sorry man. Sorry, I'm just so psyched to see you. Look at you, you're a little bigger now but you haven't changed at all!" Spencer said finally setting him down in the living room.

"Good to see you too Spence." Freddie groaned before being slapped on the back hard by Spencer.

"So does Carly still live here?" he asked.

"She's up at school at the University of Washington." Spencer told him.

"Oh really? What's she studying?" he asked. Spencer tried to remember but couldn't.

"You know what? I forget. But she's going to be so stoked to see you!" Spence said touching his shoulder.

"Is she in class now?" he asked.

"Doesn't matter, we're going to see her." Spencer said grabbing his jacket off the rack beside the door. His younger friend made a face questioning his judgment.

"But shouldn't we…"

"_Go!_" Spencer yelled swatting him out the door and they left.

A few minutes later the pair was on the University of Washington campus in downtown Seattle and tracked down the building Carly's latest class was located in. In one of the many buildings Carly could be seen working on a pink silk dress with her back to the door. Entering the building Spencer asked a bystander where her classroom was and was pointed up the hallway, the older brother thanked the student and was on their way. In typical fashion Spencer kicked open the door and bellowed at the top of his voice.

"_Look whose here!_" he yelled startling everyone in the classroom. Carly herself nearly fell off her stand while hemming the dress and turned to look back at him.

"_Spencer!_" she said trying to keep her voice down.

"Excuse me sir but who are you?" an elderly female teacher said at the head of the classroom.

"I'm Carly's brother." He answered in a more even tone.

"I'm afraid you'll have to wait until after class." The teacher told him.

"Oh this cant wait." He answered frustrating his sister as she came towards him.

"Carly before you kill me infront of all your classmates. I have a good reason this time I swear. Especially when you see whose standing behind me!" he said holding his arm out and then stepped aside-revealing Freddie. The brunette stopped in her tracks as a short, well built young man stood in the doorway.

"Freddie?" she blinked.

"It is…really you?" she asked.

"It's me." he replied simply. Carly flew at him enveloping him in a hug and nearly knocked him back as she tackled him. The young man steadied himself as he felt her in his arms.

"We'll be going now." Spencer said off to the side.

"She's not excused though." The teacher replied.

"Give her a break it's been three years since she's seen this Guy." he replied confidently and left together with them leaving the fashion teacher speechless.

"Oh my God it's so good to see you again. What are you doing back in Seattle?" Carly asked finally breaking away from him.

"I came to see you." he answered.

"Aww. Freddie." Carly cooed and ruffed his hair before hugging him once more.

"So what's Sam up to nowadays?" he asked.

Across town his question was answered as 21-year-old Sam Puckett sat in a broadcasting studio with her feet propped next to the controls wearing a brown jacket with tassels, jeans, boots and a cowgirl hat with a mic hanging overhead infront of her.

"She's a daytime DJ at the country-rock station here in town." Carly said.

"Surprisingly she's been able to stay out of jail because of her job." She added.

"Sam works at a country station?" Freddie said amused.

"Yeah she never really got out of the spotlight after iCarly ended. I think she's sort of used to fame. She uses the show to voice her opinions, whether or not they're popular." Carly explained as Sam went on air.

"So she's a shock jock in other words." Freddie mentioned.

"You could say that." Carly answered.

"That's a surprise." Freddie said sardonically.

"She's already been fined by the FCC more than once." Carly added.

"That sounds like Sam all right." Freddie replied.

"So you guys going to stand in the hall and talk all day or are we doing something? Interrupted Spencer. The pair looked back at him forgetting he was still there as Carly laughed.

"I'll be right back." she said and went back into her classroom for a second.

Inside the classroom Carly apologized to her teacher before gathering her things and telling her, she'd make up for it later and left. Taking an early lunch the trio left campus and went to the Groovy Smoothie for old time's sake. Upon entering the establishment they were greeted behind the counter by T-Bo.

"Hey it's two-thirds of the iCarly gang. What's going on Freddie? I haven't seen you in ages." He said enthusiastically fist-bumping the college graduate.

"T-Bo, good to see you again." Freddie answered. T-Bo's expression changed as he asked the inevitable question.

"How you been old up since…you know?" he asked sort of cautiously.

"I've been doing all right." Freddie told him.

"So you back in town for good this time? Or just visiting?" T-Bo asked him.

"I'm back for good…possibly." He said looking back at Carly.

"Well it's great back to have you back Freddie. I appreciated your mother and you taking me in when I couldn't afford a place." T-Bo told him.

"It's no problem." Freddie smiled and nodded.

"You have anything you want, it's on the house." T-Bo stated.

"Thanks T-Bo." Freddie replied as they started to order.

A few minutes later the trio were at their table as T-Bo brought out their lunches and smoothies.

"So what have you been up to Freddie?" Carly asked.

"Well as I told you before I was in Denver while my mom was receiving treatment. After she died I moved in with my Aunt Jenny's family in Boston and graduated from high school and then went to Boston College to study law." Freddie answered.

"Oh really? You studied law? What happened to all that tech stuff you did?" she asked intrigued. Freddie looked down at the table and shook his head.

"I fell out of that. Too many memories you know?" he asked looking back at her. Carly covered his hand on the table with hers.

"I know." She answered gently rubbing his hand with her fingers.

"Well I think I'll let you guys get better acquainted with each other. T-Bo thanks for the meal." Spencer said getting up from the table.

"You got it." T-Bo said next to the counter.

"Carly, Freddie you guys have fun." Spence said picking up his drink and left the Groovy Smoothie restaurant. The pair laughed as they watched him go out and turned and looked back at each other still holding hands.

An hour later they were at the same table laughing and sharing stories of the past few years. Noticing the time on her watch and ecstatic over running into him again, Carly took his wrist and led him out the restaurant running down the sidewalk at full speed. With Freddie struggling to keep up with her.

"Hey! Carly where are we headed?" he yelled having never seen her run this fast before.

"You'll see!" she answered as she ran ahead of him. Her hand firmly clasped against his wrist as they raced past people on the sidewalk.

A few block away she dragged him to KCPM studios where Sam worked. Making their way inside she raced down the hallway with Freddie to tow with the station's logo mounted on the wall overhead reading KCPM 97.5 FM _Seattle's Country-Rock Alternative_. And stopped short of a thick black door that was closed off to them with the _on air_ light flashing overhead. Inside the studio Sam listened to the last bit of the song that played over the air with her feet still perched up on the control panel.

…_Now I know we had no money. _

_But I was as rich as I could _

_In my coat of many colors_

_My momma made for me. _

The song came to an end as Sam pressed a button activating her mic and came on the air.

"And that was Dolly Parton with Coat of Many Colors. You're listening to Sam Puckett on Seattle's Country-Rock Alternative 97.5 KCPM. Back in a bit." she said before going to commercial.

Carly opened the door a second later as the On Air light went off and rushed inside the studio.

"Hey Carls, it's been a while." Sam greeted taking off her headphones before getting up.

"Hey Sam." Carly said hugging her best friend.

"You're not going to believe who popped back into town." she said.

"Who my Uncle Chuck?" Sam said confused. Her best friend smiled and glanced back at the door as Freddie came into the studio.

"Hey Sam." He smiled. A lopsided smile played on Sam's features as she came to him. Freddie opened his arms as Sam hugged him and then proceeded to punch him in the stomach.

"Sam!" Carly said as he doubled over.

"That was for bailing on us three years ago." She told him.

"Least it was above the belt this time. I see you haven't changed a bit." he mentioned. The cowgirl gave him a dirty look and changed her expression.

"Oh come here." She said holding out her arms and embraced him in a genuine hug this time.

"So what are you doing back in town?" she asked him.

"I think that's kind of obvious why I'm here." He stated as the commercial ended.

"Oh hang on I gotta put the next song on." Sam said getting back to the controls.

"So…country huh?" Freddie noted.

"It's just a gig till I move to a better station. Don't make me come back over there." Sam stated from the controls as she cued up the next song.

"So how long are you back in town?" the cowgirl added.

"Well that depends on whether or not you decide to assault me anymore." He joked.

"Oh you always were a wuss Benson." She replied without looking up.

"So you guys want to hang out here for a while?" she added finally looking up at them.

"I thought your boss doesn't allow guests in the studio?" Carly said concerned.

"He doesn't but I don't give a whoop." Sam answered.

"Well we don't want to get you in trouble. I actually had something else planned." Carly added with a hint of deception. Sam and Freddie both raised an eyebrow at the brunette with Sam still at the controls and Freddie standing directly behind Carly.

"All right I guess I'll catch up with you guys later. Go on and have fun. My shift wont end for another hour at least." Sam answered dismissively.

"Cool, we'll see you later." Carly said taking Freddie's arm and left before he could get a word out.

"Well that didn't exactly turn out as planned." Freddie said in the hallway.

Later that evening Carly took Freddie out to the local skating rink. Even though they were banned a few years earlier due to Sam's antics, the new manager gave them a pass since Sam herself wasn't there to cause trouble. Getting their skates on, Freddie knelt at Carly's feet and helped her lace up her ice skates. Carly smiled as she watched him tie her laces asking if they were tight enough for her. She nodded and he got up before giving Carly his hand and helping her up onto her ice skates.

Walking awkwardly on their blades towards the skating rink entrance, Freddie tiptoed onto the side before turning and grabbing Carly's waist as he helped her onto the ice. Carly giggled as his fingers firmly gripped her sides as he glided backwards gently on the ice leading her out onto the frozen rink. Her hands stood firmly on his shoulders as they held each other in place looking one another in the eye.

"You ready?" he smiled and chuckled.

"It's been a while since I've done this." she admitted.

"Come on." he said softly. Carly leaned heavy on his shoulder as they skated together towards the corner of the rink. Carly fearful of falling held onto him with one hand and groped the Plexiglas wall on her right as they skated along.

"See? Its not that bad so Far." He teased slightly. Carly made a smug face and looked back at him.

"Let's see how charming you are when you fall." She replied. He laughed and started pushing out his legs more.

"Come on let's see you try." He added pulling Carly along. And mimicked his movements as best she could.

"That's right, you got It. Left, right. Left, right. Your doing pretty good so Far." he affirmed as they skated together. Carly laughed and smiled.

"It's not that hard after a while. I think I'm getting the hang of It." she told him as they glided toward the opposite corner of the rink and she felt herself start to slip.

"Uh, Freddie. Freddie!" she said as she started to go down on her butt.

Freddie was forced to catch her and found himself doubling over with her ass just inches above the ice. Her left hand grazed the ice as she finally came to a seated position as Freddie went over sideways and fell on his rear a moment later. The pair laughed as they sat on the ice and other patrons skated past them. Carly held out her hand as Freddie got to his feet and tried his best to help her up. As he tried to pull her up, Carly fell to her knees going almost headlong into his crotch if Freddie hadn't lost his balance and skidded backwards, before flipping over and landing on his hands and knees.

"Freddie you all right?" she called out from where she was.

"I'm good." He said holding up his hand and got to his skates.

He was back infront of her a few seconds later and helped her up to her feet.

"That was exciting." She joked.

"Yeah well, try not to kill us this time." he joked back as they continued on. Gliding along the ice a few minutes later, Carly laid her head on his shoulder as they continued skating. A smile crept onto his features as he looked down at Carly.

"I'm glad your back home Freddie." She said softly.

"Me too Carly. Me too." He replied.

"Come on." she said leading him this time to an outdoor section of the skating rink showing a fantastic evening view of the city.

"When did they add this part?" he asked standing next to her.

"It's been like this for a while now…I've been out here on a few dates." She admitted. Freddie looked at her bemused raising an eyebrow.

"Really." He stated.

"Yeah…but you know…" she trailed off.

"Yeah." He said understanding her and looked back at the city.

"It's kind of nice being back in Seattle." He stated.

"So what was Boston like?" she asked.

"Oh you know…loud. It was nice but…it didn't quite feel like home." he answered.

"Yeah…even though I haven't left Seattle. How was Denver then?" she added. He chuckled looking back at her.

"It was nice but…a little cold and airy." Freddie answered and Carly giggled.

"Airy." She commented. Freddie shrugged.

"How else would you describe a mountain city?" he asked.

"I don't know, I just don't think _airy_ is a word." she replied.

"It was a little hard to breathe out there sometimes." He tried to explain.

"All right I'll take your word for it. Denver is airy and cold." She jokingly relented.

"Yeah…so did you miss me?" he asked. Carly pried her head from his shoulder and looked back at him for a moment and looked away.

"Of course I missed you…it wasn't the same…without you." she trailed off.

"I missed you too Carly. If I had any say in the matter I wouldn't have left." He smiled.

"Well yeah but…oh Nevermind. Couldn't be helped." She added softly.

"Yeah I know but…that's all behind us now." he nodded as his hand gently brushed hers. Carly seemed to reciprocate and curled her pinkie around his.

A gentle smile appeared on his face as he felt her little finger around his and looked back at her as she smiled back at him. His eyes then trailed down her 21 year old body though it surprised him he had taken this long to notice. She hadn't appeared to change that much, she might have been a few inches taller. And her breast size may have gone up a little, they seemed a little fuller to him, a little rounder. Course that may have just been his mind playing with him, all in all she hadn't changed all that much. And to her Freddie seemed a little sturdier in the chest and arms but then again he started working out midway through high school in a lot of ways time hadn't aged them all that much. The two smiled as they looked back at each other and turned to each other more fully holding both hands. Freddie and Carly chuckle and can barely contain themselves, as they stand infront of the other and started to pull each other close. At that moment Carly's cell phone rang breaking the moment. The two pulled apart momentarily as she reached for her cell phone and pulled it out.

"Sam's off work now." she told him.

"Great." he muttered. Carly giggled and put away her phone.

"C'mere you." she said and kissed his lips. Freddie reciprocated and kissed her back putting his hands on her waist, as her tongue broke past his lips engaging in a full lip lock. After a few more seconds they broke the kiss and looked at each other smiling. Freddie made a fist and pumped his arm back.

"Yes!" he said making Carly laugh.

"Took me almost 15 years but it was worth it." he commented making her laugh even more.

_Author's Note: As I stated this will probably be my last new story of the year so I thought I'd make it extra special for my readers. Now I'm not traditionally known for posting romantic fics, especially ones that are probably this fluffy as some girls may say, since i'm a guy. This was originally going to be a songfic to a favorite of mine called 'Changing' by The Airborne Toxic Event. But the song is really kind of bitter and would have headed in the opposite direction of what I was building up to. So I'm not even sure what to call this story now. I hope you guys liked it. Let me know what you think. _

_Please Review, _

_Merry Christmas and Happy New Year (if this is the last story of 2011)_

_The Green Gallant. _


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